30th Sep 2011 07:00
30 September 2011
Renewable Energy Holdings plc
("REH", "the Company" or "the Group")
Interim results for the six months ended 30 June 2011
Renewable Energy Holdings plc (AIM: REH), the AIM quoted investor and operator of European wind farms, is pleased to announce its interim results for the six months ended 30 June 2011.
Highlights
·; Loss before tax of £11.7 million due to a non cash £10.8m Balance Sheet impairment from Carnegie Wave Energy market valuation (2010 H1: loss of £1.1 million)
·; Sustained reduction in operating costs in the six months to 30 June 2011 of £669,432 (2010 H1: £1.1 million).
·; 30MW wind farm at Kobylany, Poland now fully permitted for the use with larger turbines than originally planned
·; 81MW Welsh wind farm project continuing to progress through the planning process, with the permitted value per MW significantly increasing during the period
·; Carnegie Wave Energy Limited - full scale commercial testing was carried out successfully and with results meeting expectations. Next generation CETO 4 unit manufactured and delivered to Reunion Island, supported by French Government grant funding
Commenting on the results, Mike Proffitt, Chief Executive of REH, said:
"The first half of 2011 has seen us continue to deliver against our strategy of pursuing and progressing wind energy projects through the planning and permitting process thereby driving value for our shareholders. This strategy has been realised through the important developments at our Polish and Welsh wind farm projects.
"The Board of REH will continue to seek the best ways to leverage its assets in order to continue to drive shareholder value in the coming period and beyond as well as maintaining a tight control of costs."
For further information please contact:
Renewable Energy Holdings plc Mike Proffitt, Chief Executive
| Tel: +44 (0)16 2464 1199 |
Strand Hanson Limited Rory Murphy / James Spinney
| Tel: +44 (0)20 7409 3494 |
Novus Capital Markets Ltd Charles Goodfellow / Nicholas Lee
| Tel: +44 (0)20 7107 1872 |
FTI Consulting Billy Clegg / Ed Westropp / Alex Beagley | Tel: +44(0)20 7831 3113 |
Chairman's Statement
The first six months of the year has seen us continue to deliver upon the revised strategy outlined in our 2010 Annual Report.
Whilst the permitting process has taken longer than we hoped, our 30MW wind farm at Kobylany, Poland is now fully permitted for the use of larger turbines than originally planned. This increases the potential electricity generation volumes, and hence the value of the site. Additionally, in the time that this has taken, the market for wind power in Poland has significantly improved - in particular, the terms being made available for long term power purchase agreements. This has translated into a significant rise in the value of a MW of permitted wind energy, not yet built. Accordingly, while we are now close to launching the project, the Board is also examining all available options in order to drive maximum shareholder value from this asset.
Development of our 81MW Welsh wind farm project continues to progress. Revised formal public consultations meeting the Infrastructure Planning Commission's ("IPC") requirements have been completed, and statutory consultations are ongoing. Based on this work and revised data, our application to the IPC for Development Consent is likely to be submitted in early 2012, with a decision expected late 2012. Again, the planning process has proved to be very detailed and time consuming but I am pleased to note that the value of a MW of wind in this area, permitted but not yet built, has more than doubled in the last three years, making this project even more attractive, with a positive arbitrage available to the Company. The Board will not let an early opportunity to capture this value pass by if such a proposition is achievable.
Our investment in Carnegie Wave Energy Limited ("CWE"), and more particularly in the CETO Wave Energy Technology, continues to have the support of the Board and potentially offers significant value. Recent trials of a full scale prototype deployed in waters off the coast of Freemantle, Western Australia, proved successful both from a mechanical and generation perspective, with the data collected matching pre-test expectations. Further design improvement is underway to increase the power output of each unit. Unfortunately, give turbulent financial markets the market price of CWE shares has been depressed for a prolonged period. The Board have confidence in the CETO technology and believe that the current price is not reflective of the true market value of the technology. Nonetheless, in order to be compliant with International Financial Reporting Standards the Company has recognised an impairment of £9,481,047 in the period, bringing the Balance Sheet carrying value of this asset into line with market value.
Of course, the situation remains that the Company has no revenue-producing assets. In these circumstances, we remain committed to sustaining the major reduction in running costs the Company has already achieved. In the six months to 30 June 2011 our Administrative expenses fell to £669,432, a reduction of £462,543 on the comparable period in 2010.
We are accordingly poised to realise value for shareholders from our three main assets whilst sustaining a rigorous control of costs.
Sir John Baker
Chairman
Consolidated income statement for the six months ended 30 June 2011 |
Note | Six months ended 30 June 2011 (Unaudited)
| Six months ended 30 June 2010 (Unaudited) | Year ended 31 December 2010 (Audited)
| |
£ | £ | £ | ||
Revenue | - | - | - | |
Cost of sales | (72,215) | (53,405) | (142,464) | |
Gross loss | (72,215) | (53,405) | (142,464) | |
Other operating income | 39,100 | 57,928 | 89,979 | |
Administrative expenses | (669,432) | (1,131,975) | (2,565,212) | |
Development expenses | (100,165) | (24,092) | (99,044) | |
Loss from operations | (802,712) | (1,151,544) | (2,716,741) | |
Profit on disposal of subsidiary |
- |
606,105 | - | |
Share of losses in associate | (1,321,822) | (414,102) | (1,143,780) | |
Impairment of associate | 3 | (9,481,047) | - | - |
Finance income | 34,053 | 16,052 | 14,360 | |
Finance costs | (127,881) | (131,171) | (358,718) | |
Loss before income tax | (11,669,409) | (1,074,660) | (4,204,879) | |
Income tax credit/(expense) | - | (4,369) | 640,041 | |
Loss for the period from continuing operations | (11,699,409) | (1,079,029) | (3,564,838) | |
Discontinued operations | ||||
Loss for the period from discontinued operations |
4 |
- |
(1,599,784) |
(2,663,775) |
Loss for the period | (11,699,409) | (2,678,813) | (6,228,613) | |
Loss per share attributable to the equity holders of the company during the period: | ||||
Basic and diluted | ||||
From continuing operations | (16.81p) | (1.55p) | (5.12p) | |
From discontinued operations | - | (2.30p) | (3.83p) | |
(16.81p) | (3.85p) | (8.95p) | ||
Consolidated statement of comprehensive income for the six months ended 30 June 2011 |
Six months ended 30 June 2011 (Unaudited)
| Six months ended 30 June 2010 (Unaudited)
| Year ended 31 December 2010 (Audited)
| |
£ | £ | £ | |
Loss for the period | (11,699,409) | (2,678,813) | (6,228,613) |
Other comprehensive income | |||
Exchange differences on | |||
translating foreign operations | (49,822) | (1,336,574) | (793,775) |
Exchange gains transferred from foreign exchange reserve on discontinued operations |
- |
- | (2,490,356) |
Total comprehensive expense for the period | (11,749,231)
| (4,015,387)
| (9,512,744) |
Total comprehensive expense attributable to the equity holders of the company |
(11,749,231)
|
(4,015,387)
|
(9,512,744) |
Consolidated statement of changes in equity for the six months ended 30 June 2011 |
Share capital | Share premium reserve | Foreign exchange reserve | Share based payment reserve | Merger reserve | Retained earnings | Total equity | |
£ | £ | £ | £ | £ | £ | £ | |
Balance at 1 January 2011 |
696,094 |
26,739,529 |
(208,880) |
1,106,566 |
4,410,000 |
(5,079,464) |
27,663,845 |
Loss for the period | - | - | - | - | - | (11,699,409) | (11,699,409) |
Other comprehensive income | |||||||
Exchange difference on translating foreign operations |
- |
- |
(49,822) |
- |
- |
- |
(49,822) |
Total comprehensive expense |
- |
- | (49,822) |
- |
- |
(11,699,409) | (11,749,231) |
Transactions with owners | |||||||
Share based payment charge |
- |
- |
- |
7,141 |
- |
- |
7,141 |
Balance at 30 June 2011 |
696,094 |
26,739,529 | (258,702) | 1,113,707 |
4,410,000 |
(16,778,873) | 15,921,755 |
Consolidated statement of changes in equity for the six months ended 30 June 2010 |
Share capital | Share premium reserve | Foreign exchange reserve | Share based payment reserve | Merger reserve | Retained earnings | Total equity | |
£ | £ | £ | £ | £ | £ | £ | |
Balance at 1 January 2010 | 696,094 | 26,739,529 | 3,075,251 | 1,079,285 | 4,410,000 | 1,149,149 | 37,149,308 |
Loss for the period | - | - | - | - | - | (2,678,813) | (2,678,813) |
Other comprehensive income | |||||||
Exchange loss on translating foreign operations |
- |
- |
(1,336,574) |
- |
- |
- |
(1,336,574) |
Total comprehensive expense |
- |
- |
(1,336,574) |
- |
- |
(2,678,813) |
(4,015,387) |
Transactions with owners | |||||||
Share based payment charge |
- |
- |
- |
12,967 |
- |
- |
12,967 |
Balance at 30 June 2010 | 696,094 | 26,739,529 | 1,738,677 | 1,092,252 | 4,410,000 | (1,529,664) | 33,146,888 |
Consolidated statement in changes in equity for the year ended 31 December 2010 |
Share capital | Share premium reserve | Foreign exchange reserve | Share based payment reserve | Merger reserve | Retained earnings | Total equity | |
£ | £ | £ | £ | £ | £ | £ | |
Balance at 1 January 2010 | 696,094 |
26,739,529 |
3,075,251 |
1,079,285 |
4,410,000 |
1,149,149 |
37,149,308 |
Loss for the year | - | - | - | - | - | (6,228,613) | (6,228,613) |
Other comprehensive income | |||||||
Exchange difference on translating foreign operations | - | - | (793,775) | - | - | - | (793,775) |
Exchange losses transferred from foreign exchange reserve on discontinued operations | - | - | (2,490,356) | - | - | - | (2,490,356) |
Total comprehensive expense |
- |
- |
(3,284,131) |
- |
- |
(6,228,613) |
(9,512,744) |
Transactions with owners | |||||||
Share based payment charge | - | - | - | 27,281 | - | - | 27,281 |
Balance at 31 December 2010 |
696,094 |
26,739,529 |
(208,880) |
1,106,566 |
4,410,000 |
(5,079,464) |
27,663,845 |
Consolidated balance sheet at 30 June 2011 |
Notes | 30 June2011(Unaudited) | 30 June2010 (Unaudited) | 31 December 2010(Audited) | |
£ | £ | £ | ||
Non-current assets | ||||
Property, plant & equipment | 2,154,992 | 1,722,051 | 1,937,895 | |
Intangible assets | 1,564,974 | 1,564,974 | 1,564,974 | |
Investment in equity accounted associate | 11,695,479 | 23,228,026 | 22,498,348 | |
Available for sale financial assets | 3 | - | 589,484 | - |
Total non-current assets | 15,415,445 | 27,104,535 | 26,001,217 | |
Current assets | ||||
Cash and cash equivalents | 1,581,171 | 979,813 | 1,145,960 | |
Restricted cash | 673,806 | - | 2,458,395 | |
Trade receivables and other assets | 1,218,005 | 986,867 | 1,184,279 | |
Assets of a disposal group classified as held for sale | 4 |
- |
33,436,760 |
- |
Deferred tax asset | - | 197,515 | - | |
Total current assets | 3,472,982 | 35,600,955 | 4,788,634 | |
Total assets | 2 | 18,888,427 | 62,705,490 | 30,789,851 |
Current liabilities | ||||
Trade and other payables | 466,672 | 1,669,029 | 626,006 | |
Income tax liability | - | 837,556 | - | |
Loan payable | 5 | 2,500,000 | - | 2,500,000 |
Liabilities directly associated with assets of disposal group classified as held for sale |
4 |
- |
24,552,017 |
- |
Total current liabilities | 2,966,672 | 27,058,602 | 3,126,006 | |
Non-current liabilities | ||||
Loan payable | 5 | - | 2,500,000 | - |
Total non-current liabilities | - | 2,500,000 | - | |
Total liabilities | 2 | 2,966,672 | 29,558,602 | 3,126,006 |
NET ASSETS | 15,921,755 | 33,146,888 | 27,663,845 | |
Consolidated balance sheet at 30 June 2011 (continued) |
| |||
Note | 30 June2011(Unaudited) | 30 June2010(Unaudited) | 31 December 2010(Audited) | |
£ | £ | £ | ||
Capital and reserves attributable to equity holders of the company | ||||
Share capital | 696,094 | 696,094 | 696,094 | |
Share premium reserve | 26,739,529 | 26,739,529 | 26,739,529 | |
Foreign exchange reserve | (258,702) | 1,738,677 | (208,880) | |
Share-based payment reserve | 1,113,707 | 1,092,252 | 1,106,566 | |
Merger reserve | 4,410,000 | 4,410,000 | 4,410,000 | |
Retained earnings | (16,778,873) | (1,529,664) | (5,079,464) | |
TOTAL EQUITY | 15,921,755 | 33,146,888 | 27,663,845 | |
These interim financial statements were approved by the Board of Directors and authorised for issue on 28th September 2011 and they were signed on its behalf by:
John Baker, Chairman Michael J. Proffitt, Director
Consolidated cash flow statement for the six months ended 30 June 2011 (unaudited) |
30 June2011(Unaudited) | 30 June2010(Unaudited) | 31 December 2010(Audited) | |
£ | £ | £ | |
Operating activities | |||
Loss after tax, including discontinued operations | (11,699,409) | (2,678,813) | (6,228,613) |
Adjustments for : | |||
Depreciation | 8,454 | 1,133,237 | 3,107,358 |
Amortisation | - | 7,876 | 15,992 |
Impairment of assets classified as held for sale | - | 1,300,000 | - |
Impairment of associate | 9,481,047 | - | - |
Foreign exchange gain/(loss) | (342,438) | 74,530 | (305,772) |
Finance income | (34,053) | (16,052) | (13,468) |
Finance expense | 127,881 | 558,027 | 911,739 |
Share of loss in the associate | 1,321,822 | 414,102 | 1,143,780 |
Equity settled share-based payment | 7,141 | 12,967 | 27,281 |
Profit on disposal of subsidiary | - | (606,105) | - |
Income tax expense | - | 138,005 | (640,041) |
Cash inflow/(outflow) from operating activities before changes in working capital |
(1,129,555) | 337,774 | (1,981,744) |
Decrease in trade and other receivables | 3,683 | 376,536 | 70,922 |
(Decrease)/increase in trade and other payables | 92,815 | (1,171,446) | (1,391,694) |
Cash used in operations | (1,033,057) | (457,136) | (3,302,516) |
Income taxes paid | - | (115,890) | - |
Cash used in operating activities | (1,033,057) | (573,026) | (3,302,516) |
Consolidated cash flow statement for the six months ended 30 June 2011 (continued) |
| 30 June2011(Unaudited) | 30 June2010(Unaudited) | 31 December 2010(Audited) | |
£ | £ | £ | ||
Cash used in operating activities | (1,033,057) | (573,026) | (3,302,516) | |
Investing activities | ||||
Acquisition of property, plant & equipment | (191,609) | (13,479) | (284,298) | |
Disposal of tangible assets | - | - | 33,168,452 | |
Proceeds from disposal of subsidiary | - | 2,093,314 | - | |
Disposal costs on sale of subsidiary | - | (106,842) | - | |
Finance income received | 1,693 | 14 | 1,338 | |
Cash (used in)/ generated from investing activities | (189,916) | 1,973,007 | 32,885,492 | |
Financing activities | ||||
Repayment of bank borrowing | - | (1,469,837) | (27,550,755) | |
Finance costs paid | (125,000) | (482,950) | (766,735) | |
Cash used in financing activities | (125,000) | (1,952,787) | (28,317,490) | |
Increase/(decrease) in cash and cash equivalents | (1,347,973) | (552,806) | 1,265,486 | |
Cash and cash equivalents at beginning of period/year |
3,604,355 | 2,374,632 | 2,374,632 | |
Exchange losses on cash and cash equivalents |
(1,405) | (211,578) | (35,763) | |
Cash and cash equivalents at end of period/year |
2,254,977 | 1,610,248 | 3,604,355 | |
Cash held as part of a disposal group | - | 630,435 | - | |
Cash held in continuing operations | 2,254,977 | 979,813 | 3,604,355 | |
2,254,977 | 1,610,248 | 3,604,355 |
1. Basis of preparation
This unaudited consolidated interim financial information has been prepared using the recognition and measurement principles of International Accounting Standards, International Financial Reporting Standards and Interpretations adopted for use in the European Union (collectively IFRSs).
The principal accounting policies used in preparing the interim results are those the Company expects to apply in its financial statements for the year ended 31 December 2011 and are unchanged from those disclosed in the Company's audited Annual Report and Financial Statements for the year ended 31 December 2010 which are available at www.reh-plc.com.
During the period, the Board has reclassified Development expenditure seperately in the Income Statement whereas formerly these costs were included within Administrative expenses.
While the financial information included in this consolidated interim financial information has been prepared in accordance with the AIM Rules for Companies and with IFRSs, this interim consolidated financial information does not itself contain sufficient information to comply fully with IFRSs. As permitted, the Company has chosen not to adopt IAS 34 'Interim Financial Statements' in preparing these interim financial statements.
The financial information for the six months ended 30 June 2011 and 30 June 2010 is unaudited and does not constitute the Company's statutory financial statements for those periods. The comparative financial information for the full year ended 31 December 2010 has, however, been derived from the statutory financial statements for that period. The auditors' report on those accounts was unqualified, did not include references to any matters to which the auditors drew attention by way of emphasis without qualifying their report and did not contain a statement under section 15.4 of the Isle of Man Companies Act 1982.
2. Segment Information
The Group has five main reportable segments:
·; Head office - this segment represents the operation of the Group's head office facility on the Isle of Man.
·; CETO development - this segment represents the remainder of the Group's operations in Perth, Western Australia, following the sale of the CETO intellectual property in 2009.
·; Windfarms Poland - this segment represents the windfarm under construction at Kobylany.
·; Windfarms Wales - this segment represents the windfarm under development at Sweetlamb.
·; Landfill gas Wales - this segment represents the landfill gas operations which were disposed of in February 2010.
During the period the board reclassified its reporting segments. The classification of assets and liabilities, income and expenses has been made on the basis of project activity rather than the legal entity of the transactions and balances.
During the period, the Board have reclassified Development expenditure on its own line in the Income Statement whereas formerly these costs were included within Administrative expenses.
Six months ended June 2011 | Head office | CETO development | Windfarms |
Windfarms | |
Isle of Man | Australia | Poland | Wales | Total | |
£ | £ | £ | £ | £ | |
Revenue | |||||
Total revenue | 180,000 | - | - | - | 180,000 |
Inter-segmental revenue | (180,000) | - | - | - | (180,000) |
Revenue from external customers | - | - | - | - | - |
Cost of sales | - | - | (72,215) | - | (72,215) |
Administration expenses | (606,549) | (34,570) | (28,313) | - | (669,432) |
Development expenses | - | - | (86,268) | (13,897) | (100,165) |
Finance income | 34,001 | - | 52 | - | 34,053 |
Finance costs | (127,881) | - | - | - | (127,881) |
Other income | 39,100 | - | - | - | 39,100 |
Segment loss before tax | (661,329) | (34,570) | (186,744) | (13,897) | (896,540) |
Share of losses in associate | - | (1,321,822) | - | - | (1,321,822) |
Impairment of associate | - | (9,481,047) | - | - | (9,481,047) |
Additions to non-current assets | 4,398 | - | 31,571 | 155,641 | 191,610 |
Investment in windfarms | - | - | 3,221,241 | 1,215,706 | 4,436,947 |
Other assets | 2,682,317 | 11,716,128 | 53,035 | - | 14,451,180 |
Reportable segment assets | 2,682,317 | 11,716,128 | 3,274,276 | 1,215,706 | 18,888,427 |
Reportable segment liabilities | (2,906,624) | (25,287) | (34,761) | - | (2,966,672) |
2. Segment Information (continued)
Six months ended June 2010 | Head office | CETO development | Windfarms | Windfarms | Windfarms | Landfill gas |
| |
Isle of Man | Australia | Germany | Poland | Wales | Wales | Total | ||
(Discontinued) | (Discontinued) | |||||||
£ | £ | £ | £ | £ | £ | £ | ||
Revenue | ||||||||
Total revenue | 450,417 | - | - | - | - | - | 450,417 | |
Inter-segmental revenue | (450,417) | - | - | - | - | - | (450,417) | |
Revenue from external customers | - | - | - | - | - | - | - | |
Cost of sales | - | - | - | (53,405) | - | - | (53,405) | |
Administration expenses | (1,079,194) | (48,088) | - | (293) | - | - | (1,127,575) | |
Development expenses | - | - | - | (12,047) | (12,045) | - | (24,092) | |
Finance income | 16,052 | - | - | - | - | - | 16,052 | |
Finance costs | (131,171) | - | - | - | - | - | (131,171) | |
Other income | 57,928 | - | - | - | - | - | 57,928 | |
Profit on disposal of subsidiary | 606,105 | - | - | - | - | - | 606,105 | |
Depreciation | (4,400) | - | - | - | - | - | (4,400) | |
Segment loss before tax | (534,680) | (48,088) | - | (65,745) | (12,045) | - | (660,558) | |
Loss from discontinued operations | - | - | (1,654,428) | - | - | 54,644 | (1,599,784) | |
Share of losses in associate | - | (414,102) | - | - | - | - | (414,102) | |
| Additions to non-current assets | 163 | 313 | - | - | - | - | 477 |
| ||||||||
| Investment in windfarms | - | - | - | 1,398,452 | 1,057,308 | - | 2,455,760 |
| Other assets | 2,216,297 | 23,436,509 | - | 1,160,164 | - | - | 26,812,970 |
| Reportable segment assets | 2,216,297 | 23,436,509 | - | 2,558,616 | 1,057,308 | - | 29,268,730 |
| Reportable segment liabilities | (3,198,708) | (1,671,966) | - | (135,911) | - | - | (5,006,585) |
| ||||||||
| Non current assets held for sale | - | - | 33,436,760 | - | - | - | 33,436,760 |
| Non current liabilities held for sale | - | - | (24,552,017) | - | - | - | (24,552,017) |
2. Segment Information (continued)
Year ended 31 December 2010 | Head office | CETO development | Windfarms | Windfarms | Windfarms | Landfill gas | |
Isle of Man | Australia | Germany | Poland | Wales | Wales | Total | |
(Discontinued) | (Discontinued) | ||||||
£ | £ | £ | £ | £ | £ | £ | |
Revenue | |||||||
Total revenue | 540,333 | - | - | - | - | - | 540,333 |
Inter-segmental revenue | (540,333) | - | - | - | - | - | (540,333) |
Revenue from external customers | - | - | - | - | - | - | - |
Cost of sales | - | - | - | (142,464) | - | - | (142,464) |
Administration expenses | (2,302,838) | (207,595) | - | (41,729) | - | - | (2,552,162) |
Development expenses | - | - | - | (70,386) | (28,658) | - | (99,044) |
Finance income | 14,360 | - | - | - | - | - | 14,360 |
Finance costs | (358,718) | - | - | - | - | - | (358,718) |
Other income | 89,979 | - | - | - | - | - | 89,979 |
Depreciation & impairment | (13,009) | (42) | - | - | - | - | (13,050) |
Segment loss before tax | (2,570,226) | (207,636) | - | (254,579) | (28,658) | - | (3,061,099) |
Profit/(loss) from discontinued operations | - | - | (2,942,225) | - | - | 278,450 | (2,663,775) |
Share of losses in associate | - | (1,143,780) | - | - | - | - | (1,143,780) |
Additions to non-current assets | 80,830 | - | - | 140,478 | - | - | 221,308 |
Investment in windfarms | - | - | - | 3,160,311 | 1,060,064 | 4,220,375 | |
Other assets | 4,009,948 | 22,502,735 | - | 56,793 | - | - | 26,569,476 |
Reportable segment assets | 4,009,948 | 22,502,735 | - | 3,217,104 | 1,060,064 | - | 30,789,851 |
Reportable segment liabilities | (3,045,081) | (56,181) | - | (24,744) | - | - | (3,126,006) |
3. Impairment of available for sale financial asset
Carnegie Wave Energy Limited
At 30 June 2011 the Group owns 232,600,000 shares, which represents a 25.8% stake in Carnegie Wave Energy Limited, ("CWE"). The Group's investment in CWE meets the definition of an associate and is accounted for using the equity method. Despite the Board's confidence in CWE's CETO technology, the fact that CWE's market value has declined significantly over a prolonged period has been considered by the Board to be an indicator that its investment in CWE may be impaired in accordance with IAS 36 "Impairment of assets".
In accordance with IAS 36, the Company's investment in associate has been impaired to £11,695,479, the fair value of the shares at 30 June 2011. The impairment expense of £9,481,047 has been recognised in the Consolidated Income Statement as "Impairment of associate".
4. Discontinued operations
Windpark Kesfeld and Windpark Kirf
On 28 September 2010 the Group completed the sale of its entire interests in Windpark Kesfeld and Windpark Kirf to Allianz Renewable Energy Management GmbH for total cash consideration of up to €39.7 million,comprising €37.5 million of initial consideration and €2.2 million of deferred consideration. As at 30 June 2011 the Company had received €2.1 million of deferred consideration and anticipates receiving the remaining €100,000 in the subsequent months. Until September 2012 a €650,000 Performance Bond is in place and has been included within Restricted Cash. Upon the Performance Bond expiring the restriction over this cash will be released.
Gwynt Cymru Limited
On 26 February 2010 the Group sold its shares in Gwynt Cymru Limited to Potters GCL Limited for total cash consideration of up to £2.75 million. £2 million was received by the Company upon completion of the sale and the remaining £750,000 is deferred consideration. Of the £750,000 deferred consideration, £250,000 is due on 31 January 2012, and £500,000 is due, on a sliding scale, contingent in the event that the purchaser increases the output capacity of the site. The deferred contingent consideration was derecognised in the second half of 2010 and the remaining deferred consideration of £250,000 is included within "Trade receivables and other assets" with a fair value of £236,480 at 30 June 2011.
Accordingly, the Group's investments in Windpark Kesfeld, Windpark Kirf and Gwynt Cymru Limited have been presented as discontinued operations in the relevant periods in accordance with IFRS 5 "Non-current assets held for sale and Presentations of Discontinued Operations".
4. Discontinued operations (continued)
Result of discontinued operations 30 June 2010 | Kirf | Kesfeld | Gwynt Cymru Limited | Total |
£ | £ | £ | £ | |
Revenue | 503,630 | 1,409,888 | 113,007 | 2,026,525 |
Other income | - | 15,355 | - | 15,355 |
Expenses other than finance costs* | (446,919) | (2,711,526) | (58,363) | (3,216,808) |
Finance costs | (116,321) | (308,535) | - | (424,856) |
Profit/(loss) for the year from discontinued operations |
(59,610) |
(1,594,818) |
54,644 |
(1,599,784) |
*-'Expenses other than finance costs' for Kesfeld include an impairment charge of £1.3m
Result of discontinued operations 31 December 2010 | Kirf | Kesfeld | Gwynt Cymru Limited | Total |
£ | £ | £ | £ | |
Revenue | 670,273 | 1,956,202 | 113,007 | 2,739,482 |
Other income | - | 15,355 | - | 15,355 |
Expenses other than finance costs* | (535,323) | (3,569,742) | (58,363) | (4,163,428) |
Finance costs | (116,321) | (436,700) | - | (553,021) |
Profit/(loss) before tax from discontinued operations | 18,629 | (2,034,885) | 54,644 | (1,961,612) |
Tax | (150,033) | - | - | (150,033) |
Profit/(loss) after tax from discontinued operations | (131,404) | (2,034,885) | 54,644 | (2,111,645) |
Net proceeds received on disposal | 1,121,924 | 4,557,817 | 2,166,845 | 7,846,586 |
Net assets disposed | (2,508,266) | (6,437,766) | (1,943,039) | (10,889,071) |
Currency translation | 491,922 | 1,998,433 | - | 2,490,355 |
Profit/(loss) for the year from discontinued operations |
(1,025,824) |
(1,916,401) |
278,450 |
(2,663,775) |
5. Loan payable
Subsequent to the period end the Company's £2,500,000 loan with Utilico Investments Limited (formerly Utilico Limited), a related party who own 28.71% of the shares in the Company, was renegotiated. The repayment date of the loan has been changed to 31 July 2013.
Independent review report to Renewable Energy Holdings plc
Introduction
We have been engaged by the company to review the consolidated interim financial information in the half-yearly financial report for the six months ended 30 June 2011, which comprises the Consolidated Income Statement, the Consolidated Statement of Comprehensive Income, the Consolidated Statement of Changes in Equity, the Consolidated Balance Sheet, the Consolidated Cash Flow Statement and related notes. We have read the other information contained in the half-yearly financial report and considered whether it contains any apparent misstatements or material inconsistencies with the information in the interim financial informaion.
Directors' responsibilities
The half-yearly financial report is the responsibility of, and has been approved by, the directors. The directors are responsible for preparing the half-yearly report in accordance with the AIM Rules for Companies which require that the financial information must be presented and prepared in a form consistent with that which will be adopted in the company's annual financial statements.
As disclosed in note 1, the annual financial statements of the Group are prepared in accordance with IFRSs as adopted by the European Union. The interim financial information included in this half-yearly financial report have been prepared in accordance with the basis of preparation set out in note 1.
Our responsibility
Our responsibility is to express to the company a conclusion on the interim financial information in the half-yearly financial report based on our review. This report, including the conclusion, has been prepared for and only for the company for the purpose of the AIM Rules for Companies and for no other purpose. We do not, in producing this report, accept or assume responsibility for any other purpose or to any other person to whom this report is shown or into whose hands it may come save where expressly agreed by our prior consent in writing.
Scope of review
We conducted our review in accordance with International Standard on Review Engagements 2410, Review of Interim Financial Information Performed by the Independent Auditor of the Entity issued by the International Auditing and Assurance Standards Board. A review of interim financial information consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
Conclusion
Based on our review, nothing has come to our attention that causes us to believe that the interim financial information in the half-yearly financial report for the six months ended 30 June 2011 is not prepared, in all material respects, in accordance with the basis set out in note 1 and the AIM Rules for Companies.
PricewaterhouseCoopers LLC
Chartered Accountants
Douglas, Isle of Man
28th September 2011
Related Shares:
REH.L